Common use of QGate warrants Clause in Contracts

QGate warrants. 6.2.1 that the receipt, or use of the Works and the Deliverables by the Customer and its permitted sub-licensees shall not infringe the rights, including any Intellectual Property Rights, of any third party; 6.2.2 that subject to Clause 12.3, keep the Customer indemnified in full against all costs, expenses, damages and losses, including any interest, fines, legal and other professional fees and expenses awarded against or incurred or paid by the Customer as a result of or in connection with any claim brought against the Customer for actual or alleged infringement of a third party’s Intellectual Property Rights, to the extent that the infringement or alleged infringement results from copying, arising out of, or in connection with, the receipt, or use of the Deliverables; 6.2.3 The Customer shall, however, have no claim under the indemnity at Clause 6.2.2 to the extent the infringement arises solely from: 6.2.3.1. the use of Customer Materials in the development of, or the inclusion of the Customer Materials in the Deliverables; 6.2.3.2. any modification of the Deliverable, other than by or on behalf of QGate.